Statutory Reports Financial Statements McLEOD RUSSEL INDIA LIMITED Corporate Information BOARD OF DIRECTORS Chief Financial Officer Solicitors Mr. Aditya Khaitan Mr. Pradip Bhar Khaitan & Co. LLP Chairman & Managing Director (w.e.f. 19.07.2019) REGISTERED OFFICE Mr. Amritanshu Khaitan COMPANY SECRETARY Four Mangoe Lane Mr. Debanjan Sarkar Surendra Mohan Ghosh Sarani Independent Directors (upto 24.01.2020) Kolkata – 700001 Mrs. Arundhuti Dhar Mr. Alok Kumar Samant Corporate Identity Number (w.e.f. 30.05.2019) (w.e.f. 19.06.2020) CIN: L51109WB1998PLC087076 Mr. Suman Bhowmik Phone No (033) 2210-1221/2243-5391/ (w.e.f. 19.07.2019) BOARD COMMITTEES 2248-9434/35 Mr. Raj Vardhan Audit Committee Fax: (033) 2248-8114/2248-6265 (w.e.f. 19.07.2019) Mrs. Arundhuti Dhar Email: [email protected] Mr. Ranabir Sen Mr. Suman Bhowmik Website: www.mcleodrussel.com (up to 19.07.2019) Mr. Aditya Khaitan BANKERS Dr. Raghavachari Srinivasan Mr. Raj Vardhan (up to 19.07.2019) Allahabad Bank Nomination & Remuneration Committee Axis Bank Limited Mr. Utsav Parekh Mrs. Arundhuti Dhar HDFC Bank Limited (up to 30.05.2019) Mr. Suman Bhowmik ICICI Bank Limited Mrs. Ramni Nirula Mr. Amritanshu Khaitan State Bank of India (up to 30.05.2019) UCO Bank Mr. Ashok Bhandari Stakeholders’ Relationship Committee United Bank of India (up to 29.04.2019) Mrs. Arundhuti Dhar Yes Bank Limited RBL Bank Limited Mr. Jyoti Ghosh Mr. Suman Bhowmik Mr. Azam Monem Standard Chartered Bank (up to 10.05.2019) IndusInd Bank Corporate Social Responsibility Committee Wholetime Directors REGISTRAR Mr. Azam Monem Mr. Rajeev Takru Maheshwari Datamatics Pvt.Ltd. (up to 09.09.2019) Mrs. Arundhuti Dhar Mr. Aditya Khaitan 23, R.N. Mukherjee Road Mr. Azam Monem 5th Floor, Kolkata 700001 Auditors Wholetime Director & CF0 Tel: (033) 2248-2248/2243-5029 Lodha & Co. Mr. Kamal Kishore Baheti (033) 2231-6839 14, Government Place East Fax: (033) 2248-4787 (up to 19.07.2019) Kolkata 700069 E-mail: [email protected] Contents STATUTORY REPORTS Report of the Directors ............................................................................................ 02 Management Discussion and Analysis ..................................................................... 10 Corporate Governance Report ................................................................................. 13 Other Annexures ...................................................................................................... 29 FINANCIAL STATEMENTS Standalone Financials .............................................................................................. 60 Consolidated Financials ......................................................................................... 140 Details of Subsidiaries ............................................................................................ 230 1 Annual Report 2019-20 Report of the Directors For the year ended 31st March 2020 Your Directors have pleasure in presenting the Twenty-second Annual Report with the Audited Financial Statements of your Company, for the financial year ended 31 March 2020. REVIEW OF PERFORMANCE The financial results of the Company for the year ended 31 March 2020 are summarized below: Rs in lakhs 2019-20 2018-19 Revenue from Operations 85640 131319 Other Income 9347 31212 Total Revenue 94987 162531 Profit before Finance Costs, Depreciation, Exceptional Items and Taxation 13121 21546 Less : Finance Costs 21441 32665 Less : Depreciation and Amortization Expenses 6247 6922 Profit/(Loss) before Exceptional Items and Tax (14567) (18041) Add : Exceptional Items 11769 18041 Profit before Tax (2798) - Tax Expense (4026) 442 Profit/(Loss) for the year 1228 (442) FINANCIAL PERFORMANCE The year that we have left behind was not a very favourable year year under review, the Board decided to not to recommend any to the Company. With the reduced number of tea estates, the dividend for the year ended 31st March 2020. operational turnover of the Company was lower at Rs. 85640 lakhs REVIEW OF OPERATIONS against Rs. 130992 lakhs in the earlier year. The Company made a profit of Rs. 4004 lakhs from sale of tea estates and received Rs. During the Financial year under review, saleable production of 8003 lakhs from buy back of Shares by its overseas Subsidiary. The your Company was Rs. 419 Lakh Kgs tea, as compared to 718 Lakh Company also earned a sum of Rs. 6670 lakhs as dividend from its Kgs in the previous year. Abnormal rainfall pattern and overcast overseas subsidiary during the year. With the help of the aforesaid conditions upto July 2019 resulted in a subdued growth. Inclement income, the Company managed to earn a post-tax profit of Rs. weather, coupled with lack of timely inputs of fertilizer due to 1228 lakhs in the year under review as against a loss of Rs.442 non-availability of working capital resulted in a drop in harvest lakhs in the earlier year despite steep rise in costs of various inputs in comparison to the previous year. A better standard of Pest with no proportionate rise in sale price. Management was achieved and only the chemicals, as permitted under the Plant Protection Code were sprayed. During the year the Company was not able to meet terms of facilities/loans availed from various Lenders. The Company is in Improvement in plucking standards remained a priority and discussion with the Lenders for restructuring/change in terms of quality of leaf harvested improved considerably, resulting in a the loans. Accordingly the Lenders have appointed independent better quality of teas produced. The Uprooting and Replanting professionals for carrying out Techno Economic Viability Study Policy of your Company continued to remain in focus and has (TEV), valuation of business and forensic audit. Further a leading further improved the percentage of tea under fifty years which investment banker has been appointed by the Lenders to is now over 75% of the area. “Integrated Pest Management” recommend a draft Debt Resolution Plan, which is pending before practice followed was very effective resulting in improved pest the Lenders for their consideration and decision. control and reduced cost. A high standard of Clonal Tea nurseries with requisite, approved Clonal Blend was established on all TRANSFER TO GENERAL RESERVE estates. The Shade Nurseries are also of a good standard which is The Board has decided not to transfer any amount to the General a key factor in developing a healthy plantation. The Afforestation Reserve for the year ended 31st March 2020. program continues to be enhanced along with creation of new water-bodies, to improve the “micro-climate”, in selected areas DIVIDEND which has become essential to counter the effects of climate In view of inadequate profit earned by the Company during the change. 2 Statutory Reports Financial Statements McLEOD RUSSEL INDIA LIMITED It has always been Your Company’s endeavor to produce Quality 31st March 2019. Subsequent to this the Company sold the assets teas, which continued to command a premium both in the domestic of 3 more Tea Estates during the year ended 31 March 2020 for a and international markets. Production of premium Orthodox total consideration of Rs. 15045 lakhs. The Company also entered Teas was increased with an aim to optimize the product-mix into a Memorandum of Understanding for sale of assets of yet and thereby fetch even better prices. Factory infrastructure and another Tea Estate in Assam for a consideration of Rs. 2815 Lakhs machinery was enhanced, accordingly, to meet the requirements. but the sale could not be completed. The amounts received from Two additional Color Sorters were provided in the factories to the buyers of the aforesaid assets have been used for repayment of improve the process of Orthodox Tea manufacture. To improve certain high cost debts, in buying back the shares of the Company field operations and overcome the acute shortage of workers, from the open market, supporting the operations of the Company Plucking Shears were made available. Face recognition system and other miscellaneous purposes. for recording attendance was undertaken on thirteen estates to IMPACT OF THE COVID-19 PANDEMIC ON THE COMPANY improve on attendance of workers. The pandemic is the most defining global crisis in living memory. The Company has thirty one ISO 22000:2005 certified Factories The virus was declared a global pandemic by the World Health which are in the process of upgradation to ISO 22000:2018. Organisation (WHO) in March 2020. The Indian government Your Company also has three estates certified as “Fairtrade” and implemented a national lockdown in late March 2020, which twenty nine estates certified under “Rainforest Alliance.” All our covered the comprehensive closure of offices, factories and public factories are certified under the “Trustea” certification. We are places. also in the process of assisting our Bought Leaf Suppliers to be compliant under this certification. Your Company also participates The Company have taken a series of measures in view of the in the Ethical Tea Partnership, a forum for international buyers and COVID-19 pandemic to ensure safety and health of all our producers to promote sustainable practices jointly. Due to such employees, workers etc., and to ensure compliance with various initiatives we have, over the last three years, engaged with “UN directives being issued by the WHO, Central Government, State Women” to build awareness among all levels of our employees Government and Local Authorities from time to time. on “Violence Against Women and